Good morning, ladies and gentlemen, and welcome to Marvell's Conference Call Announcing the Acquisition of Innovium. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing the star key followed by 0. After today's presentation, there will be an opportunity to ask questions. Please note this event is being recorded. I would now like to turn the conference over to Mr. Ashish Saran, Vice President on Investor Relations for Marvell. Please go ahead. Good morning, everyone. Thank you for joining us, particularly on short notice. Earlier today, Marvell announced its proposed acquisition of Innovium in an all-stock transaction. Please note that this transaction is subject to the satisfaction of customary closing conditions, including applicable regulatory approvals, and we expect to close by the end of calendar 2021. To discuss this transaction, I'm joined on the call by Matt Murphy, President and CEO of Marvell, and Jean Hu, Marvell CFO. Before I turn the call over to Matt, let me provide a quick update on Marvell's second quarter of fiscal 2022. Based on preliminary financial information, we expect revenue in the range of $1,065,000,000 ±1.5%, the same midpoint as we guided during our earnings call on June 7th, 2021, but with a narrower range. Our second fiscal quarter financial results will be released on August 26th, 2021. Please note that until Marvell reports its full financial results on August 26th, these preliminary revenue expectations are estimates only and could be subject to change. A press release on the transaction is available in the investor relations section of our website at www.marvell.com. This conference call is being webcast live, and a recording will be available via telephone playback and also archived in the investors section of our website. As a reminder, today's call will include forward-looking statements regarding our future business performance and revenue, stock repurchase plan, the expected timing and completion of the proposed transaction with Innovium, as well as the financial impact of the transaction on Marvell. These statements include risks and uncertainties that could cause our actual results to differ materially from the statements made on this call. Please refer to our press release today and our recent filings with the SEC for information on specific risk factors. After Matt's prepared remarks, we will have a question and answer session. Please note that during Q&A, we will only be answering questions pertaining to this acquisition announcement. With that, I will now turn the call over to Matt for his comments on our acquisition of Innovium. Matt? Thank you, Ashish. Good morning, everyone, and thank you for joining us today. Marvell has been on a multi-year journey to become a leader in semiconductor solutions for data infrastructure. We have rapidly grown our presence in the cloud end market, both through organic investment as well as our transformational acquisition of Inphi. Today, we announce the acquisition of Innovium, which broadens Marvell's Ethernet switch platform and will further accelerate our growth from cloud data centers. Marvell is a leader in Ethernet switching silicon with a strong and growing position in the enterprise and carrier segments we service with a broad portfolio of feature rich products. Given our growing momentum in the cloud, developing dedicated high performance Ethernet switch silicon optimized for hyperscale data centers has become a strategic priority. These cloud optimized switches have a unique set of requirements and need a different architecture from our current set of feature rich products, which we market under our Prestera brand. Innovium was founded in 2014 with a vision to deliver breakthrough innovation and choice for cloud data center customers. The company's TERALYNX switch architecture was designed from the ground up to deliver the ultra-low latency, optimized power, high performance, and innovative telemetry that are of critical importance to cloud scale data centers. Over the last few years, the company has established itself as a strong supplier in the merchant cloud semiconductor switching market. They are shipping 12.8T products in volume and have announced availability of next generation 25.6T products. The acquisition of Innovium allows Marvell to immediately participate in the fastest growing segment of the merchant switch market and rounds out our platform to service all segments of this market. I'm very pleased to announce that Innovium has been selected to become a significant supplier at a Tier-1 cloud customer. We expect this will drive a strong ramp in cloud switch revenue in calendar 2022. In addition, Innovium is currently engaged with several other leading cloud data center customers in building out their future network architectures. Over the next five years, we estimate the data center market for merchant Ethernet switch silicon will grow from approximately $1 billion this year to $2 billion by calendar 2026 at a 15% CAGR. Marvell's scale and leading technology platform will enable the Innovium team to accelerate their roadmap to 51.2T and beyond in this large and fast-growing market. With the broadest technology platform in the industry, Marvell is positioned to become a semiconductor leader in cloud data centers, including leading positions in high-speed electro-optics, OCTEON-based DPUs for security, offload, and acceleration, custom Arm-based server CPUs, custom ASICs, flash and HDD storage, and on completion of this acquisition, high speed Ethernet switching. The addition of Innovium will provide Marvell with incremental engineering resources to focus on cloud optimized silicon through the TERALYNX platform while continuing to drive its Prestera platform for the enterprise and carrier market. Dedicated architectures will accelerate our ongoing growth in the 5G, cloud, enterprise, and automotive end markets, which all leverage our Ethernet platform. We expect the acquisition of Innovium will add approximately $150 million in incremental revenue next fiscal year. As we have done in the past with our M&A consolidations, we will apply Marvell's business model and leverage our infrastructure, supply chain, and operational excellence to drive value creation. We expect the transaction to be neutral to Marvell's non-GAAP earnings per share in the first full quarter after the transaction closes, and accretive in its first full fiscal year thereafter. We are excited to welcome to Marvell, Puneet Agarwal, Innovium's Chief Technology Officer and founder, who has more than 20 years of experience in defining and architecting groundbreaking products, along with the talented Innovium development team, who have a strong track record in the industry for delivering multiple generations of highly successful products. Innovium CEO, Rajiv Khemani, will provide advisory services to Marvell post-transaction close on a transitional basis. Let me close by thanking Rajiv for his leadership in building Innovium into such a strong cloud switch contender and welcoming the entire Innovium team to the Marvell family. Operator, let's open the lines for questions. We will now begin the question and answer session. To ask a question, you may press star then one on your touchtone phone. If you are using a speaker phone, please pick up your handset before pressing the keys. To withdraw from the question queue, please press star then two. In the interest of time, please restrict yourself to one question only. If you have additional questions, please rejoin the queue. The first question is from Tore Svanberg at Stifel. Please go ahead. Yes. Thank you. Congratulations on the acquisition. Matt, could you maybe talk a little bit more about the $150 million in incremental revenue for next fiscal year? Should we assume that that's primarily cloud revenue, or are there other types of revenues in there as well? Yeah. Hi, Tore. Yeah, it's 100% cloud revenue. Great. Thank you. Yep. The next question is from Srini Pajjuri of SMBC Nikko. Please go ahead. Thank you and congrats. Good morning, Matt. On the same topic of the revenue, I recall Innovium was on the record saying that they have about 20%-25% share of the 50G SerDes, and based on the market sizing, seems like the opportunity could be much larger. Just curious as to, it does seem a little bit low to me, the $150 million. I'm just wondering if that's because some of these products are yet to ramp or how should we think about, I guess, as we look into the next few years, the larger SAM and the growth potential for this business. Sure. Good morning, Srini. Yeah, actually, we're pretty excited about it. I think the market today is about $1 billion roughly for this type of product, and it's growing pretty rapidly. It'll be $2 billion just in a few years. There's a lot of headroom to grow. Remember, I think the figures you're referring to are really for 12.8T share. As the combined company goes forward and we address broader opportunities with new technology transitions, I think that's just going to open up the opportunity even wider. The way I would look at it is we've got a billion-dollar opportunity going to $2 billion. That's going to create an exciting opportunity for the combined company. It's going to be quite massive. If I could have a quick follow-up, could you put your current revenue into perspective? You mentioned Prestera for enterprise and carrier. You could maybe talk about how big that is and once you close the acquisition, how big this whole business is going to be. I think that would be very helpful. Thank you. Yeah, we historically haven't broken out our businesses at the sort of product line level. What I would say is we have a very substantial total overall Marvell revenue in our Ethernet platforms. Let me just give you an example. In the switch area, we've got very strong technology and market share leadership that we've grown over time. In enterprise, carrier with 5G moving to Ethernet-based switching has also been a great growth area and opportunity for us. Finally in automotive, actually, all of those use Marvell's high-performance switches that are architected slightly differently for each of those applications. This has been a major line of business that we've talked about, has been consistently growing well over 10%, really kind of in the teen sort of range over the last few years as an organic Marvell business. And then on top of that, in those other markets, remember, we also have a very strong position in physical layer products in copper. That also adds to our overall Ethernet platform. Ethernet's very strategic for us, Srini. It's a very large business for us overall. The nice thing is, when we added Innovium, it's a really nice fit into the current company strategy and our switch BU, which again is managing those other developments I mentioned. The Innovium team is going to plug right in and be able to take advantage of the broader scale. I think I'd leave it at that. It's a significant business that's been growing in a very healthy way. I think getting into this segment of the switch area, which is the cloud segment, which is the fastest-growing subsegment of the overall Ethernet switch market, really gives us a complete portfolio to address the market with. Thanks, Matt. Good luck. Yeah, thanks. The next question is from Vivek Arya of Bank of America. Please go ahead. Thanks for taking my question, Matt. Another kind of follow-up on the market size and share gain. Gaining share and high-end switching sustainably has been very tough in the past, given Broadcom's lead and their views on how important the software layer is in terms of creating the stickiness of the platform. I'm wondering, beyond this first year, the $150 million that you suggested, what is the sustainable share gain roadmap for Innovium? Are there any inflections in the Cloud? Is there anything else that's opening that space to more competition? Or are there synergies in terms of the size and the portfolio you kind of complement their products with? Talk to us about what a 3-5 year view of Innovium kind of looks like and how that competitive landscape might play out in those years. Sure, Vivek. Yeah, I think you've characterized the market historically in the right way. I think what we're excited about, and we always look at this, right, whether it's in our own business in terms of organic investment or M&A, we look for market transitions. We look for inflection points. I think if you look at the technology transitions that are happening in this particular area, it's going to accelerate. We are on this sort of steady 1.6 Tbps, 3.2 Tbps, 6.4 Tbps, kind of cadence. When you start looking at the future, there's obviously we've got now a 25.6 node, but even I think more exciting and will be probably larger will be 51.2T. At that point, you also have the potential intersection, Vivek, of co-packaged optics and kind of unique architectures that are going to be required for these data centers. There's a roadmap to 100T and beyond. We see a tremendous amount of activity and development effort required to really address this inflection point. I think when you have inflections, that's where market share changes can happen. That's where you can drive innovation and breakthroughs. I think it's actually perfect timing for us with and also with Inphi coming in, obviously. Now we have very strong electro-optic capability. There's the ability to now actually provide solutions that close the link between the SerDes coming off of the switches and the SerDes inside the optics. I think with all that in mind, there couldn't be a better time to do something like this. As far as the stickiness factor, Innovium has done a great job there. That's why they've been able to generate the wins that they have and have the line of sight to the revenue that you're talking about next year. That certainly only opportunely only grows, and they have proven very strong software capability and stickiness. As well as the customer's investment, which shouldn't be overlooked, that they've put in, which also makes the solution sticky. We see a very durable long-term opportunity here, Vivek. Actually, with the market sort of transitions happening in front of us, we think there's a big opportunity for Marvell plus Innovium to really innovate in this area and drive the market forward. Thank you. The next question is from Ross Seymore of Deutsche Bank. Please go ahead. Hey, Matt. Congratulations on the deal. I just want to talk a little bit about the $150 million in revenues and really the customer reach of Innovium. How much concentration is there in there? I know you're not going to mention who the one Tier- 1 cloud customer is, but how much concentration is there in the $150 million? Perhaps more importantly, as you go forward, does the inclusion of Innovium into Marvell and the resulting scale that they have in reach increase the odds of some revenue synergies in that regard? Yeah, Ross. The revenue for next year is fairly concentrated with sort of as you normally see in these one strong lead customer pulling them through. Their opportunity pipeline is quite broad, and I think to the point you're making, under the Marvell umbrella, our access now and relationship and footprint with all the major cloud companies has really increased dramatically over the last few years with our own organic growth, the addition of Avera, now with Inphi closing earlier this year. Those relationships now, I think, will provide an opportunity to really open up Innovium's total potential. At the end of the day, Ross, we're in a scale business, and in particular in the hyperscale and cloud area, this is just critical infrastructure for these companies and to be frank, for the world. The notion that I think small startups could really penetrate in a meaningful way on their own. Certainly, you can make progress, you can do a good job. But even if you look back to Cavium as an example, which was a public company, and it was much larger than Innovium. Even we found after we acquired it that the combined opportunity set just got so much larger for Cavium products because of the combined scale, Marvell's reputation, our ability to invest. I feel very excited about having the Innovium team plug into our footprint, whether that's access to all the IPs in Marvell, the manufacturing footprint, and I think most importantly, the broad set of customer relationships we have. Yeah, we expect that we can address the entire market, going forward with this team and their capabilities and along with the rest of the Marvell total platform that we offer in the cloud. Thank you. The next question is from Harlan Sur of JP Morgan. Please go ahead. Good morning. Congratulations on the acquisition. Matt, help us understand on the Marvell side, I know the Marvell team has talked about capturing some hyperscale switching ASIC wins. I actually think some of these are going to be ramping, maybe potentially second half of this year and some in future years, right? Using your SerDes technology and sort of the broad outline of the Prestera switching architecture, I guess the question is, you have all the building blocks to build a merchant hyperscale switching platform yourself. What IP or what about the Innovium TERALYNX architecture is different from some of the cloud basic switching programs that you've won or are developing for a few of your cloud customers? Sure. Yeah. As I think I mentioned to Ross earlier, or Srini, we have a very strong Ethernet switch position today, and as you mentioned, it's based on what we call our Prestera platform. Prestera has been highly successful in the markets I mentioned, including some level of traction in the data center area. Remember, those products are highly feature-rich and really not designed specifically for the requirements, which are much more speeds and feeds, optimized types of solutions you'd need for the cloud. So it's fundamentally two different architectures, Harlan. We've looked at, over the years, we've gotten this question for five years, since I've been CEO, is, "Why don't you go build a cloud switch, and can't you guys do it, and why would you go there?" It's a pretty substantial investment to do it on your own. We've looked at leveraging Prestera. We've looked at make or buy over time. What excited us about Innovium is we get an intact team that has been really the first company to actually get meaningful revenue and design wins in this area outside of the market leader. They know what they're doing. They've been at this for seven years, and I think what the roadmap acceleration we get, where they're already sampling 25.6T, 51.2T is well underway. We get a roadmap acceleration, we get a team, and it allows our existing Prestera team to continue to focus and gain share in their areas. Had we gone off and done this on our own, which is maybe what you're suggesting, we could have, it would have taken longer, and I think it would have impacted our existing roadmap. We decided to double down on this area and really buy the best asset that was out there. We're thrilled with the talent of this team. The technical due diligence was really impressive. Puneet is a highly respected engineering leader in the entire semiconductor industry, and we're thrilled to have him and his team join us and really create a much bigger switch offering to compete for the long term. Thank you very much. Yeah. Thanks. The next question is from John Pitzer of Credit Suisse. Please go ahead. Yeah. Matt, congratulations on the announcement. I want to go back to the comments you made earlier about just the scale and this being a scale business. Maybe you can help me better understand, just given that this is a unique architecture that Innovium is bringing, what advantage do you bring to them relative to either your foundry scale, your R&D scale? I guess specifically, as you think about the accretion of this asset over time, is your plan to accelerate Innovium's R&D investments within that accretion, or how should I think about that? Sure. Yeah. I think there's numerous benefits that we see and quite frankly, that the Innovium team sees. If you talk to Puneet himself, they're very excited to access what we can bring to the table. Some of them you mentioned as an example, especially in, I think today's environment, access to a much broader scaled-up manufacturing footprint. The supply chain we have in place, the ability to access that capacity to grow over time is very strategic, which it used to not be. You used to be able to get wafers and substrates and anything you needed, and now it's how well are you positioned? So that's a real positive. But I think more broadly, the technology platform we have, the fact that we've got leadership in process node development. So we'll have multiple products, obviously on 5 nm. We're aggressively investing in the next node, which is 3. Our investments in leading-edge package technology. The combined SerDes expertise of Marvell is almost unparalleled at this point with the addition of the Inphi team, plus the team that we had from Marvell, plus the talented folks from Avera. As you know, the SerDes is getting much more complicated, and when you move to next generation products, you're going to have to double the frequency of the SerDes to 224G. There's the sort of how do you integrate this all monolithically? There's a number of engineering challenges which they are well-suited to take on, but as a 200-person team versus being in a 6,000-person, 5,500-person type of company, it's a totally different ball game, John. The fact that our entire company and technology roadmap is really around these types of IPs and data infrastructure, it just gives them such a broader toolbox to offer. We plan on retaining the engineering team. They're going to be driving the TERALYNX platform for us, and then obviously we can use our own OpEx footprint to add resources where it makes sense. They'll be part of a bigger switch team, which allows us to actually mix and match technical teams and capabilities to accelerate what they need to do. Yeah, we see the Marvell platform helping to turbocharge their effort and actually accelerate their time to market. Matt, if I could just sneak another one in. You said next year's revenue is fairly concentrated. I'm kind of curious, can you help us kind of identify the pipeline? Would you expect by the end of next year, additional large cloud vendors, and what kind of feedback did you get from potential customers as you did due diligence? Yeah. Feedback was very positive, in particular from the lead customer, who we wanted to make sure was fully committed and understood where they were heading, and that looked really good. By the way, the feedback from the customer set is not only the current products are competitive and we feel very comfortable with the ramp in front of us, but there's a strong desire to have Marvell really partner deeply on the next generation products all the way out to 51.2T and even sketching out sort of what does 100T look like and beyond. I think that strategic angle, and actually for these large cloud OEMs to really understand that Marvell is going to be very viable in this area and going to be investing to win, I think creates a shorter-term opportunity halo. I expect, I would think, John, we just announced it, right? There's sort of only so much you can socialize beforehand. If you look at our track record of being able to integrate assets and open up their opportunity set to much more meaningful additional large customers, I think we've shown that pretty much over and over. I would anticipate that having them as part of Marvell will open up that conversation, and I do hope that over time we can be talking about multiple customers, multiple engagements and a long-term roadmap that isn't just this current generation. That's our full expectation. Thanks, Matt, and congratulations again. Yeah. Thanks, John. The next question is from Blayne Curtis of Barclays. Please go ahead. Hey, thanks for taking my question, and I'll offer congrats as well. Maybe just following up on John's question. I think the current run rate is much below that $150 million, and obviously that customer ramp gets you a big part of it there. I think one of the challenges they've also had is with COVID, just getting new optics qualified, new systems qualified, and then supply is a huge issue. Just kind of curious as you map the current run rate to that $150 million, I think you said it would be breakeven the first quarter. Just kind of help us a little bit with the current run rate and the timing of kind of getting there and I guess if you can layer in, is it Marvell doing this deal, is that accelerating that ramp? Have you had those conversations? I think great questions, Blayne. I think the first one is it's definitely going to accelerate to next year. It's not running at that rate today. They're in the ramp phase. As you mentioned, everybody's got their own challenges with supply, and then in the case of any kind of complex products you're talking about, there's always sort of system level challenges as well. They've battled through, and they're doing great. When I look out to next year, part of the diligence that we did in, as you can imagine, a very detailed manner, was to understand their supply that's been committed and their capacity footprint, and that's all in place. It turns out that those suppliers tend to be our suppliers, and so through the diligence process, we gained a lot of comfort in their own capacity being secured to go do those kind of numbers. Yeah, we expect it to be from a much lower base this year, ramping through the year. It won't be a linear $150 million, right? It'll grow throughout the next calendar year. They have the supply to go do it. Like anything, you got to ramp and you got to yield and you've got to drive manufacturing production. The good news is they're shipping today and their solution is at the lead customer qualified extensively across the network. Yeah, we feel really good about the ramp. Thanks. Growing it from there. Yeah. Thanks. Just quickly on OpEx side, you said 200 employees. There must be some things like back end or you mentioned 30s. There's got to be things that Marvell can add. Just kind of curious, though, I'm sure they have some 5 nm tape- outs and such. Just how do you think about that OpEx? Is there any kind of cost synergies? Then what kind of investments do you need to make over the next couple of years as you scale this out? Yeah. Thank you for the question. I think on the OpEx side, as Matt mentioned, one of the important elements of the deal is to apply Marvell's operating model to ramp the revenue. The incremental OpEx, what we're looking at next year is about $45 million annualized run rate. I think that's really important, because we have the supply chain infrastructure operation side, and the engineering team, Innovium has largely based both in the high-cost area in U.S., and a lot of them are in low-cost area as India. It's great leverage between two companies. Thanks, Jean. The next question is from Gary Mobley of Wells Fargo Securities. Please go ahead. Hey, everyone. Thanks for sneaking in my question. Appreciate it, and congrats on the acquisition. I want to ask about the competitive landscape. From a merchant competitor perspective, would you classify Broadcom as being the top-tier competitor and then Intel, Barefoot, perhaps NVIDIA, Mellanox, and then maybe even Cisco's Silicon One? Then as well, how would you see the share split between internally developed captive high-end Ethernet switch solutions versus some of those merchants I just mentioned? Yeah. Hey, thanks, Gary. Yeah, I think maybe let's start with the second part first. In the cloud hyperscale area, the solutions are all merchant, and we anticipate that that's going to continue to be the case that the market will seek solutions from the types of companies you mentioned. Yes, there's 1 large incumbent. They've been the leader for a long time, and there have been other players over time that have also either gotten acquired or gone down their own path. I would just say that Innovium has a very strong position in this market. Somebody earlier mentioned even some published market share numbers of 50 Gig ports. It's real. They're shipping. It's not PowerPoint. It's got real traction and customers, and I think over time, there's certainly room for two. As far as the other competitors, it's hard to say where they all end up. I think looking at the landscape and being in this overall switch market for a while, Innovium, our view is this is by far the best asset out there for us to acquire. Thanks, Matt. Yeah. The next question is from Ambrish Srivastava of BMO. Please go ahead. Thank you. Excuse me, Matt. I was a little late joining in. I might have missed it. What is the current run rate? Yeah, we didn't give a calendar 2021 run rate, but it's in its ramp phase. I think that's probably the safest way to say it. It's not huge revenue today, but certainly exiting this year and then starting in Q1. Those orders, that backlog is all in place. As I mentioned earlier, you might have missed it because you just joined, but we did a very thorough vetting on the supply side. They've done a good job to beg and borrow where they could to go secure that capacity for next year. That's all in place, and we validated that with their suppliers. Yeah, the ramp is happening. It's at a much lower run rate this year, but it's on a steep upward curve, which is encouraging. Okay, then my question then is really, can you just walk us through the timing? You've been laser-focused on cloud data center, and from what we understand, clearly a very strong team, and I'm sure the folks from Cavium know them really well. I'm just trying to think through, it's become a very easy route to go public, especially with SPACs and with how you were thinking about it. How did this all come to fruition with you looking at where Prestera was going and then when Innovium was available? Yeah. Well, I think we've looked at this segment of the market as far back as I can remember being part of Marvell. Even the first strategic review I did probably five years ago with our networking team, which was basically, "Hey, here's where we are today, and here's where the market's going." We tend to, as I said earlier, look for inflection points in businesses, right? I just generally have a view that if you just sort of decide to make a part and there's really not any sort of long-term differentiation or roadmap or the market's not inflecting, it's pretty hard to catch up. We've historically kind of stuck to our knitting there. With Inphi, it definitely has accelerated these conversations with our key customers, which is, "Look, we really want you guys to be in this market. We encourage you to go do this." Some of that led us to Innovium. We also did our own analysis as well as, look, if we wanted to go headlong into this market with our own team, which we feel very confident we could do, we also assessed what that would take. In the end, I think our conclusion was we'd rather double down and go big and really get a dedicated, experienced team led by Puneet that can really drive us into this area. From their standpoint, I think they went through their own self-assessment, like all companies do, emerging companies, which in the end is, okay, where is our standalone plan going to take us? What's the path to go public, as an example? What's our next leg of the stool? Versus, okay, if we have the right partner, how can we merge up and accelerate our growth there? If you look at the opportunity for them, it's an all-stock deal that gives their team and their investors the ability to ride the upside of the combined company, which is exciting. When they contribute, they'll benefit, but also they get the benefit of being part of the broader Marvell team. It's a very dedicated, committed team, Ambrish, They're hyper-competitive and focused on winning in the market. I think their view is, "Hey, if we join forces with Marvell, we can actually achieve our goals faster and have a better chance at success." I think when you weigh that versus that sort of the long-term value that can be created versus, "Hey, maybe I can find a way to go SPAC, or maybe I can go pull off an IPO." It's sort of like then what's next? I give the founders a lot of credit for their introspection on this, and it's been a great interaction with the team, and I think it's going to be a great combination with us. I think the value creation opportunity is significant under our platform. Okay. Thanks, Matt. Good luck. Yeah, thanks. The last question today is from Christopher Rolland of Susquehanna. Please go ahead. Hi, guys. Congrats on the acquisition. A couple of questions here. First, did you get organic SerDes with this? Do you now intend to also address the high-speed NIC market as well beyond just switch silicon? Lastly, I believe the last VC round implied maybe a $1.5 billion valuation. It seems like you guys scooped this at a pretty nice price. Maybe talk about some of those dynamics as well. Sure. I think like a lot of the fabless companies, they've used historically third-party SerDes, that's a big opportunity to come under our umbrella because as you followed, right, we've got best-in-class now high-speed SerDes performance at the most leading-edge CMOS process nodes. I think over time, that's a huge benefit to them. We announced in 2020 our 5 nm SerDes at 112 Gbps, there's a whole roadmap behind that, which is very robust. That's going to be a big opportunity for them. As far as the valuation, I think, look, we tend to look at it from our lens, obviously, as the buyer. What is the asset worth? Under our umbrella, how can we sort of balance paying the right price and also having upside and creating value? Ultimately, that's where those discussions led. It's hard for me to comment on prior valuations or markers that were out there. I don't really know. We think that it's a good deal for both sides. As I mentioned, because of the all-stock nature, it gives their team and their shareholders the ability to ride the upside of the combined company. Not only is Marvell's business continuing to do really well, but obviously with the kind of revenue growth we're talking about from Innovium and the increased SAM, it creates a great opportunity for them. I think those were the considerations, obviously, they made. We feel very comfortable with the price and the multiple paid and certainly the team we get and the strategic value of having this kind of capability and the roadmap acceleration is actually huge. We feel like overall it's a good balance of value and strategic impact. Great. Thanks, Matt. Congrats. Yeah. Thanks, Chris. Yeah. This concludes our question and answer session and today's conference. Thank you for attending today's presentation. You may now disconnect.